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2021 (1) TMI 656 - Tri - Companies LawRestoration of name of the Company in the Register of Companies maintained by the Registrar of Companies - Section 252(3) of the Companies Act, 2013 - HELD THAT - After going through the provisions of Section 252 (3) of the Companies Act, 2013, this Tribunal is of the view that the Company was in existence and it is a going concern and name of the Company to be restored in the Register of Companies as maintained by RoC. The Registrar of Companies, the Respondent herein, is ordered to restore the original status of the Company as if the name of the company has not been struck off from the Register of Companies and take all consequential actions like change of company's status from 'Strike off' to Active (for e-filing), to restore and activate the DINs if applicable, to intimate the bankers about restoration of the name of the company so as to defreeze its accounts.
Issues:
Company Application for restoration of name in the Register of Companies under Section 252(3) of the Companies Act, 2013. Analysis: 1. Averments by Applicant: The Applicant, a Director and Shareholder of the Company, filed the application seeking restoration of the Company's name in the Register of Companies due to inadvertent failure to file Annual Returns and Financial Statements for the years 2013-2018. The Applicant acknowledged the oversight and expressed readiness to rectify the error and comply with statutory requirements. 2. Response by Respondent: The Respondent, Registrar of Companies, Hyderabad, opposed the application, citing the Company's default in filing necessary documents leading to its strike off under Section 248(1). The Respondent highlighted that the Company showed zero revenue from operations before strike off, questioning the purpose of restoration. The Respondent also noted missing documents like Audited Balance Sheet for 2019 and ITR acknowledgements for certain years. 3. Legal Provisions: Section 252(3) of the Companies Act, 2013 allows restoration of a struck-off company if it was carrying on business at the time of strike off or if restoration is deemed just. The Tribunal has the authority to order restoration and provide necessary directions to place all parties in the same position as if the strike off had not occurred. 4. Tribunal's Decision: After hearing arguments and reviewing documents, the Tribunal found the Company to be a going concern with assets and decided in favor of restoration. The Tribunal ordered the Registrar of Companies to restore the Company's status, change it from 'Strike off' to 'Active,' and directed the Company to file pending Income Tax Returns. The Tribunal imposed a cost of ?30,000 for revival, subject to compliance with the specified directions within 30 days. 5. Additional Directions: The Tribunal instructed the Company to submit information justifying restoration, comply with statutory requirements, and ensure personal compliance by its representatives. The order emphasized that restoration did not absolve the Company from other violations and offenses, leaving room for further actions by the Registrar of Companies for any additional non-compliances. 6. Conclusion: The Tribunal's detailed order under Section 252 of the Companies Act, 2013, granted restoration of the Company's name, subject to specific conditions and timelines to ensure compliance with statutory obligations and payment of costs. The judgment balanced the interests of the Applicant with the need for regulatory compliance, providing a comprehensive resolution to the issue at hand.
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